HomeMy WebLinkAboutStrand AssociatesAGREEMENT
This AGREEMENT, made on the t0 I / 'day of uv 2019, by and
between the CITY OF OSHKOSH, party of the first part, hereinafter referred to as CITY,
and STRAND ASSOCIATES, INC., 910 West Wingra Drive, Madison, WI 53715, party of
the second part, hereinafter referred to as the CONSULTANT,
WITNESSETH:
The CITY and the CONSULTANT, for the consideration hereinafter named, enter
into the following AGREEMENT for 2020 — 2021 Multimodal Local Supplemental
Application Assistance.
ARTICLE I. PROTECT MANAGER
A. Assignment of Project Manager. The CONSULTANT shall assign the following
individual to manage the PROJECT described in this AGREEMENT:
Matthew A. Yentz, P.E. — Project Manager
B. Changes in Project Manager. The CITY shall have the right to approve or
disapprove of any proposed change from the individual named above as Project Manager.
The CITY shall be provided with a resume or other information for any proposed substitute
and shall be given the opportunity to interview that person prior to any proposed change.
ARTICLE II. CITY REPRESENTATIVE
The CITY shall assign the following individual to manage the PROJECT described in
this AGREEMENT:
James Rabe, P.E., CPESC — Director of Public Works
ARTICLE III. SCOPE OF WORK
The CONSULTANT shall provide the services described in the CONSULTANT's
Proposal. The CITY may make or approve changes within the general Scope of Services in
this AGREEMENT. If such changes affect CONSULTANT's cost of or time required for
performance of the services, an equitable adjustment will be made through an amendment
to this AGREEMENT.
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All reports, drawings, specifications, computer files, field data, notes, and other
documents and instruments prepared by the CONSULTANT as instruments of service shall
become property of the CITY upon payment for those documents by the CITY to the
CONSULTANT, and shall remain the property of the CITY.
ARTICLE IV. STANDARD OF CARE
The standard of care applicable to CONSULTANT's services will be the degree of
skill and diligence normally employed by professional consultants or consultants
performing the same or similar services at the time said services are performed.
CONSULTANT will re -perform any services not meeting this standard without additional
compensation.
ARTICLE V. OPINIONS OF COST FINANCIAL CONSIDERATIONS, AND SCHEDULES
In providing opinions of cost, financial analyses, economic feasibility projections,
and schedules for the PROJECT, CONSULTANT has no control over cost or price of labor
and materials; unknown or latent conditions of existing equipment or structures that may
affect operation or maintenance costs; competitive bidding procedures and market
conditions; time or quality of performance by operating personnel or third parties; and
other economic and operational factors that may materially affect the ultimate project cost
or schedule. Therefore, it is understood between the parties the CONSULTANT makes no
warranty the CITY's actual project costs, financial aspects, economic feasibility, or schedules
will not vary from CONSULTANT's opinions, analyses, projections, or estimates.
ARTICLE VI. RECORD DRAWINGS
Record drawings, if required, will be prepared, in part, on the basis of information
compiled and furnished by others. CONSULTANT is not responsible for any errors or
omissions in the information from others the CONSULTANT reasonably relied upon and
are incorporated into the record drawings.
ARTICLE VII. CITY RESPONSIBILITIES
The CITY shall furnish, at the CONSULTANT's request, such information as is
needed by the CONSULTANT to aid in the progress of the PROJECT, providing it is
reasonably obtainable from City records.
To prevent any unreasonable delay in the CONSULTANT's work, the CITY will
examine all reports and other documents and will make any authorizations necessary to
proceed with work within a reasonable time period.
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ARTICLE VHL ASBESTOS OR HAZARDOUS SUBSTANCES
If asbestos or hazardous substances in any form are encountered or suspected,
CONSULTANT will stop its own work in the affected portions of the PROJECT to permit
testing and evaluation.
If asbestos is suspected, CONSULTANT will, if requested, manage the asbestos
remediation activities using a qualified subcontractor at an additional fee and contract
terms to be negotiated.
If hazardous substances other than asbestos are suspected, CONSULTANT will, if
requested, conduct tests to determine the extent of the problem and will perform the
necessary studies and recommend the necessary remedial measures at an additional fee and
contract terms to be negotiated.
The CITY recognizes CONSULTANT assumes no risk and/or liability for a waste or
hazardous waste site originated by other than the CONSULTANT.
ARTICLE IX. CITY'S INSURANCE
The CITY will maintain property insurance on all pre-existing physical facilities
associated in any way with the PROJECT.
The CITY will provide (or have the construction contractor(s) provide) a Builders
Risk All Risk insurance policy for the full replacement value of all project work including
the value of all onsite CITY -furnished equipment and/or materials associated with
CONSULTANT's services. Upon request, the CITY will provide CONSULTANT a copy of
such policy.
ARTICLE X. TIME OF COMPLETION
The work to be performed under this AGREEMENT shall be commenced and the
work completed within the time limits as agreed upon in the CONSULTANT's Proposal.
The CONSULTANT shall perform the services under this AGREEMENT with
reasonable diligence and expediency consistent with sound professional practices. The
CITY agrees the CONSULTANT is not responsible for damages arising directly or
indirectly from any delays for causes beyond the CONSULTANT's control. For the
purposes of this AGREEMENT, such causes include, but are not limited to, strikes or other
labor disputes, severe weather disruptions or other natural disasters, failure of performance
by the CITY, or discovery of any hazardous substances or differing site conditions. If the
delays resulting from any such causes increase the time required by the CONSULTANT to
perform its services in an orderly and efficient manner, the CONSULTANT shall be entitled
to an equitable adjustment in schedule.
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ARTICLE XI. COMPONENT PARTS OF THE AGREEMENT
This AGREEMENT consists of the following component parts, all of which are as
fully a part of this AGREEMENT as if herein set out verbatim, or if not attached, as if hereto
attached:
1. This Instrument
2. CONSULTANT's Proposal dated October 17, 2019 and attached hereto
In the event any provision in any of the above component parts of this
AGREEMENT conflicts with any provision in any other of the component parts, the
provision in the component part first enumerated above shall govern over any other
component part which follows it numerically except as may be otherwise specifically
stated.
ARTICLE XH. PAYMENT
A. The Agreement Sum. The CITY shall pay to the CONSULTANT for the
performance of the AGREEMENT the total sum as set forth below, adjusted by any changes
hereafter mutually agreed upon in writing by the parties hereto:
• Lump Sum Not to Exceed $7,500 (Seven Thousand Five Hundred Dollars).
B. Method of Payment. The CONSULTANT shall submit itemized monthly
statements for services. The CITY shall pay the CONSULTANT within thirty (30) calendar
days after receipt of such statement. If any statement amount is disputed, the CITY may
withhold payment of such amount and shall provide to CONSULTANT a statement as to
the reason(s) for withholding payment.
C. Additional Costs. Costs for additional services shall be negotiated and set
forth in a written amendment to this AGREEMENT executed by both parties prior to
proceeding with the work covered under the subject amendment.
D. Indirect Costs. Indirect costs such as computer time, printing, copying, cell
phone charges, telephone charges, and equipment rental shall be considered overhead and
shall not be invoiced separately to the PROJECT.
E. Expenses. Expenses may be billed with up to a maximum of 10% mark-up.
All invoices with expenses shall include supporting documentation of the expense. Failure
to include the supporting documentation will result in the reduction of payments by the
amount of those expense(s) not including documentation.
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ARTICLE XHL HOLD HARMLESS
The CONSULTANT covenants and agrees to protect and hold the City of Oshkosh
harmless against all actions, claims, and demands to the proportionate extent caused by or
resulting from the intentionally wrongful or negligent acts of the CONSULTANT, his/her
agents or assigns, his/her employees, or his/her subcontractors related to the performance
of this AGREEMENT or be caused or result from any violation of any law or administrative
regulation, and shall indemnify the CITY for all sums including court costs, attorney fees,
and damages of any kind which the CITY may be obliged or adjudged to pay on any such
claims or demands upon the Crl Y's written demand for indemnification or refund for those
actions, claim, and demands caused by or resulting from intentional or negligent acts as
specified in this paragraph.
Subject to any limitations contained in Sec. 893.80 and any similar statute of the
Wisconsin Statutes, the CITY further agrees to hold CONSULTANT harmless from any and
all liability, including claims, demands, losses, costs, damages, and expenses of every kind
and description (including death), or damages to person or property arising out of re -use of
the documents without consent where such liability is founded upon or grows out of the
acts or omission of any of the officers, employees or agents of the City of Oshkosh while
acting within the scope of their employment.
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The CONSULTANT agrees to abide by the attached City of Oshkosh Insurance
Requirements.
ARTICLE XV. TERMINATION
A. For Cause. If the CONSULTANT shall fail to fulfill in timely and proper
manner any of the obligations under this AGREEMENT, the CITY shall have the right to
terminate this AGREEMENT by written notice to the CONSULTANT. In this event, the
CONSULTANT shall be entitled to compensation for any satisfactory, usable work
completed.
B. For Convenience. The CITY may terminate this AGREEMENT at any time by
giving written notice to the CONSULTANT no later than ten (10) calendar days before the
termination date. If the CITY terminates under this paragraph, then the CONSULTANT
shall be entitled to compensation for any satisfactory work performed to the date of
termination.
This document and any specified attachments contain all terms and conditions of the
AGREEMENT and any alteration thereto shall be invalid unless made in writing, signed by
both parties and incorporated as an amendment to this AGREEMENT.
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ARTICLE XVI. RE -USE OF PROTECT DOCUMENTS
All reports, drawings, specifications, documents, and other deliverables of
CONSULTANT, whether in hard copy or in electronic form, are instruments of service for
this PROJECT, whether the PROJECT is completed or not. The CITY agrees to indemnify
CONSULTANT and CONSULTANT's officers, employees, subcontractors, and affiliated
corporations from all claims, damages, losses, and costs, including, but not limited to,
litigation expenses and attorney's fees arising out of or related to the unauthorized re -use,
change, or alteration of these project documents.
ARTICLE XVII. SUSPENSION. DELAY, OR INTERRUPTION OF WORK
The CITY may suspend, delay, or interrupt the services of CONSULTANT for the
convenience of the CITY. In such event, CONSULTANT's contract price and schedule shall
be equitably adjusted.
ARTICLE XVIII. NO THIRD -PARTY BENEFICIARIES
This AGREEMENT gives no rights or benefits to anyone other than the CITY and
CONSULTANT and has no third -party beneficiaries.
In the Presence of:
(Seal of Consultant
if a Corporation)
(Witness)
CONSULTANT
By:
oL4Qte Sec,^c-a!ey
(Specify Title)
10
(Specify Title)
CITY OF OSHKOSH
M
\be, P.E., CPESC
of Public Works
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STRAND
ASS 0CIATE S'
October 17, 2019
RECEIVED
OCT 2 3 2019
DEPTOFPUBLIC WORKS
OSHKOSH, WISCONSIN
Mr. James Rabe, P.E., CPESC; Director of Public Works
City of Oshkosh
215 Church Avenue
Oshkosh, WI 54903-1130
Re: Engineering Services
2020-2021 MLS Application Assistance
Dear Mr. Rabe:
Strand Associates, Inc"
910 West Wingre Drive
Madison. W153715
(P)808-251-4843
(F)508-251-8655
This Proposal presents Strand Associates, Inc."s (Consultant) anticipated Scope of Services and
associated Compensation for providing Multimodal Local Supplemental (MLS) application assistance
to the City of Oshkosh, Wisconsin (City).
Scope of Services
Proposed services can be described as follows.
Attend one site visit to meet with City, gather available data, and review potential project locations.
2. Fill out three separate MLS forms for three projects identified by City.
3. Prepare exhibits for three projects.
4. Write a narrative for three projects.
5. Gather supplemental information and/or data for the applications.
6. Submit the draft applications to City for review.
7. Incorporate City comments as appropriate into the applications.
8. Provide the final applications to City for signature and submittal to the Wisconsin Department
of Transportation (WisDOT).
Compensation
City shall compensate Consultant for Services a lump sum of $7,500.
Schedule
Services will begin upon execution of an agreement prepared by City, which is anticipated the week of
October 28, 2019. Services are scheduled for completion on November 22, 2019.
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Strand Associates, Inc:
Mr. James Rabe, P.E., CPESC; Director of Public Works
City of Oshkosh
Page 2
October 17, 2019
City's Responsibilities
1. Assist Consultant by placing at Consultant's disposal all available information pertinent to this
project including previous reports, previous drawings and specifications, and any other data
relative to the scope of this project.
2. Provide access to the site(s) as required for Consultant to perform Services under this Proposal.
3. Identify the three projects for MLS application submittal.
4. Review and provide comments on the draft MIS applications.
5. Sign and submit the applications to WisDOT.
We thank you for the opportunity to provide our services for this project. If you have any comments or
questions, please call me at your convenience at 608-251-4843.
Sincerely,
STRAND ASSOCIATES, INC
Matthew A. Yen /P.E.
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